CTO Form 4/A: CEO Amends Filing, Buys 2,000 Shares

Rhea-AI Filing Summary

John P. Albright, President & CEO and a director of CTO Realty Growth, Inc. (CTO), purchased 2,000 shares of the company's common stock on September 16, 2025 at a price of $16.38 per share. After this purchase, Mr. Albright is reported to beneficially own 634,547 shares directly, which the filing notes includes 62,410 restricted shares that vest over time. The filing also reports 355 shares held indirectly in a spouse’s rollover IRA.

This document is an amended Form 4 filed to correct the transaction date (the earlier filing incorrectly listed September 11, 2025). The form is signed by an attorney-in-fact and contains no derivative transactions or additional material terms beyond the corrected purchase and ownership totals.

Insights

Financial Analyst

Insider purchased stock modestly; ownership totals disclosed and an amendment corrects the transaction date.

The CEO/President acquired 2,000 shares at $16.38, bringing direct beneficial ownership to 634,547 shares, including 62,410 restricted shares. From a capital-markets perspective, the disclosed purchase is a small, routine insider buy that provides a near-term signal of alignment but is unlikely to be materially value-driving given the absolute size reported. The amendment clarifying the transaction date improves disclosure accuracy; there are no option exercises or derivative actions reported.

Corporate Governance Expert

Amendment corrects an administrative error; disclosure now aligns with Section 16 requirements.

Filing an amended Form 4 to correct the transaction date demonstrates adherence to reporting obligations and reduces regulatory risk from inaccurate disclosures. The report shows direct and indirect holdings, including restricted shares that vest over time, which is standard for executive compensation structures. There is no evidence in this filing of stock sales, pledges, or other governance concerns.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Albright John P

(Last) (First) (Middle)

369 N. NEW YORK AVE

SUITE 201

(Street)

WINTER PARK FL 32789

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CTO Realty Growth, Inc. [ CTO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/16/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/16/2025		P		2,000	A	$16.38	634,547(1)	D
Common Stock								355	I	Shanna E. Albright Rollover IRA

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This amount includes 62,410 shares of restricted common stock which vest over time, which were previously reported.

Remarks:

This amended Form 4 is being filed to correct the Form 4 filed earlier in the day on September 16, 2025. In the prior Form 4 filing, Table I, Box 2 erroneously states that the transaction occurred on September 11, 2025. The correct date of the transaction is September 16, 2025.

	/s/ Daniel E. Smith, attorney-in-fact for John P. Albright	09/16/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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